Commitments and Contingencies
|9 Months Ended|
Sep. 30, 2021
|Commitments and Contingencies Disclosure [Abstract]|
|Commitments and Contingencies||
COMMITMENTS AND CONTINGENCIES
Long-Term Leases — The Company leases office space generally under long-term non-cancelable operating lease agreements. The terms of each lease are unique and some permit early cancellation, while other leases have only a short period of time remaining on what was originally a longer dated lease agreement that is nearing the maturity.
The table below provides the future minimum rental payments required as of the combined and consolidated balance sheet date, September 30, 2021, in the aggregate and for each of the five succeeding fiscal years for leases greater than a year in length, taking into consideration cancellation options during the life of the lease. As of September 30, 2021, the future minimum lease payments for the remainder of 2021 and the next four years (excluding short-term leases) as well as the total of the minimum lease payments after the next five years for the non-cancellable portion of the lease term described above are as follows:
Certain leases contain renewal options, rent escalations based on increases in certain costs incurred by the lessor or increases in the fair market value of the leased property, and terms to pay a proportionate share of the operating expenses. Rent expense is recorded on a straight-line basis over the lease term for leases with determinable rent escalation and lease incentives. These items resulted in long term deferred rent of $0.8 million and $0.7 million as of September 30, 2021 and December 31, 2020, respectively, and short-term deferred rent of $0.1 million as of both September 30, 2021 and December 31, 2020. Total rent expense for all of the Company’s office leases for both the three months ended September 30, 2021 and 2020 was $1.0 million (net of lease incentive
amortization of $0.1 million). Total rent expense for all of the Company’s office leases for both the nine months ended September 30, 2021 and 2020 was $3.0 million and $3.1 million, respectively, (net of lease incentive amortization of $0.2 million for both periods).
The Company has other operating leases related to computers, copiers and other office equipment that were determined to be immaterial and are not included in the table above.
Allocated Performance Income —Allocated performance income is affected by changes in the fair values of the underlying investments in the funds that we advise. Valuations, on an unrealized basis, can be significantly affected by a variety of external factors including, but not limited to, public equity market volatility, industry trading multiples and interest rates. Generally, if at the termination of a fund (and at interim points in the life of a fund), the fund has not achieved investment returns that (in most cases) exceed the preferred return threshold or (in all cases) the applicable Bridge GP receives net profits over the life of the fund in excess of its allocable share under the applicable partnership agreement, the Bridge GP will be obligated to repay carried interest that was received by the Bridge GP in excess of the amounts to which the Bridge GP is entitled. This contingent obligation is normally reduced by income taxes paid by the members of the Bridge GP (including the Company) related to its carried interest. Additionally, at the end of the life of the funds there could be a payment due to a fund by the Bridge GP if the Bridge GP has recognized more performance income than was ultimately earned. The general partner clawback obligation amount, if any, will depend on final realized values of investments at the end of the life of the fund.
At September 30, 2021 and December 31, 2020, if the Company assumed all existing investments were worthless, the amount of performance income subject to potential repayment by the Bridge GPs, net of tax distributions, which may differ from the recognition of revenue, would have been approximately $117.5 million and $62.7 million, respectively, all of which is reimbursable to the Bridge GPs by certain professionals who are the recipients of such performance income. Management believes the possibility of all of the investments becoming worthless is remote. If the funds were liquidated at their fair values as of September 30, 2021, there is no contingent repayment obligation or liability.
Guarantees and Other Commitments — The Company has guaranteed a financing facility of $36.0 million, of which $5.1 million is outstanding at September 30, 2021. This facility has been used to finance acquisition of ownership in the Company. Borrowers under the financing facility have pledged their interest in the Company, which Bridge has a right to in the event of default.
Legal Matters — In the normal course of business, the Company is party to certain claims or legal actions. Although the amount of the ultimate exposure cannot be determined at this time, the Company believes that the resolution of these matters will not have a material adverse effect on its financial position, liquidity or results of operations.
Letters of Credit — In September 2020, the Company agreed to guarantee a $3.0 million standby letter of credit related to the self-insurance program of the properties owned by the funds. Additionally, the Company has agreed to guarantee a $363,000 letter of credit related to one of its operating leases.
Indemnification Arrangements — In the normal course of business and consistent with standard business practices, the Company has provided general indemnifications to certain officers and directors when they act in good faith in the performance of their duties for the Company. The Company’s maximum exposure under these arrangements cannot be determined as these indemnities relate to future claims that may be made against the Company or related parties, but which have not yet occurred. No liability related to these indemnities has been recorded in the condensed combined and consolidated balance sheets as of September 30, 2021. Based on past experience, management believes that the risk of loss related to these indemnities is remote.
The entire disclosure for commitments and contingencies.
Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef